X0303 4 2010-12-10 0000014693 BROWN FORMAN CORP BFA, BFB 0000902312 BROWN OWSLEY II 850 DIXIE HIGHWAY LOUISVILLE KY 40210 0 0 1 0 Class A Common 127500 D Class A Common 336517 I GRAT 1994 Class A Common 544084 I GRAT 2001 Class A Common 198032 I GRAT 2002 Class A Common 99964 I Longview LP Class A Common 1612 I Guilford-Brown LP Class A Common 3789 I Nectar LP Class A Common 438009 I Ganymede LP Class A Common 2113839 I Olympus Three, LLC Class A Common 173579 I Spouse Class B Common 68436 D Class B Common 84129 I GRAT 1994 Class B Common 140482 I GRAT 2001 Class B Common 52643 I GRAT 2002 Class B Common 43499 I Longview, LP Class B Common 947 I Nectar Class B Common 2010-12-10 4 J 0 44776.5 A 478012.75 I Hebe, LP Class B Common 3171 I Hebe Non-Exempt Trust fbo Owsley Brown II Class B Common 1092 I Hebe Exempt Trust fbo Owsley Brown II Class B Common 2010-12-10 4 J 0 44776.5 D 1231413.5 I GANYMO Trust/Partnership Class B Common 4070186 I Olympus Three, LLC Class B Common 26298 I Grandchildren's Equalization Trust 1998 Class B Common 43270 I Spouse Non-Qualified Stock Option (right to buy) 24.70 2005-05-01 2012-04-30 Class B Common 103041 103041 D Non-Qualified Stock Option (right to buy) 30.18 2006-05-01 2013-04-30 Class B Common 102960 102960 D Non-Qualified Stock Option (right to buy) 35.83 2007-05-01 2014-04-30 Class B Common 82386 82386 D Stock Appreciation Right 53.62 2007-11-15 2017-04-30 Class B Common 3332 3332 D Represents partial redemption of Ganymede limited partnership units held by Hebe Limited Partnership. All outstanding derivative security amounts and exercise prices were adjusted on December 10, 2010, the record date for the Issuer's December 28, 2010 special cash dividend. These options were previously reported as covering 101,568 shares at an exercise price of $25.06 per share, but were adjusted to reflect the December 28, 2010 special cash dividend. These options were previously reported as covering 101,488 shares at an exercise price of $30.62 per share, but were adjusted to reflect the December 28, 2010 special cash dividend. These options were previously reported as covering 81,208 shares at an exercise price of $36.35 per share, but were adjusted to reflect the December 28, 2010 special cash dividend. These stock appreciation rights were previously reported as covering 3,284 shares at an exercise price of $54.40 per share, but were adjusted to reflect the December 28, 2010 special cash dividend. Filing of this form should not be construed as an admission that the filing person is, for purposes of Section 16 of the Securities Exchange Act of 1934, the "beneficial owner" of any equity securities held in a limited partnership or in trust and reported on this form. Diane M. Barhorst, Atty In Fact for: Owsley Brown II 2010-12-14